the Dark Spider: A Spider-Verse Inspired Story
by SofCZH
Summary: In his universe, Barry Wayne Watson is the one and only Spider-Man. Follow this "Dark Knight Trilogy" inspired Spider-Man in his first adventure as he becomes a practical Spider-Man facing loss and growth.
1. Chapter 1: Project Arachnid (& Forward)

**Forward:**

Hello and thank you for reading my first ever entry here. I wanted to write this forward out to give a bit of clear context for the story ahead. The universe in which this Spider-Man exists is heavily inspired by the Christopher Nolan "Dark Knight" Batman trilogy, hence the title of the series (though if I can think of something better I will change it). However this _only_ applies to the principle these movies follow, in which it's a Spider-Man universe where superpowers and the supernatural do not exist and are replaced with more realistic groundings. So no sweat to those who aren't huge Batman fans who were worried for a second, only that principle inspiration and a few winks and nods to be found here. This also isn't going to be a particularly "dark" or "gritty" story, though we are following a new Spider-Man he will be just as smarmy and snarky as any other, though he does have his own vibe as far as humor goes. Also this first "book", as it were, is going to be an origin story. I promise to be as fast as possible with the first few chapters that's just setting everything up so you're not stuck reading a Spider-Man fan fiction with very little Spider-Man to start. Finally I'm quite aware that I'm not a scientist in any sense of the word so please take some of my technical explanations with a grain of salt.

I thank you for your time, please enjoy the story.

**Chapter One: Project Arachnid**

So let's take this from the beginning. My name is Barry Wayne Watson. My Mom's always been into I guess what you'd call crooners? I dunno if they count really, but Barry Manilow and Wayne Newton are big enough to her to name me after both of them. She and my Old Man aren't together anymore, haven't been since I was really young. I still see him from time to time but we're not painfully close. Now some might say that's why my record hasn't been that squeaky clean as a teenager. Come on though, I'd like to think of myself as a somewhat original being. I don't get in trouble because I've got daddy issues, I get in trouble because… I dunno; bad foresight and poor impulse control? Maybe a dash of "poor anger management" while we're adding logs to the fire.

And it's not like I'm some kind of Hell-Child, I keep my grades up, I haven't knocked anyone up (not that I'm any sort of babe magnet, to be fair). I feel that a few stupid mistakes really shouldn't define who I am.

At least that's what I kept telling myself as I sat in the jail cell at the police station that day. I mean it wasn't a school night. Things could be way worse; Mom could have way more to be upset about here. So what if I was busted in an illegal gambling parlor in the basement of a bar at the age of seventeen. It's not like I was drinking! I can't afford to be hazy-headed when I'm counting cards. And so what if I caused a bit of a riot to the point the cops _needed _to be called because I got busted cheating. (Counting cards is a new skill, I should have practiced more). If anything it just goes to show; I'm not ready to gamble yet. I've learned my lesson. Surely I won't be grounded for more than a few days…

_I'm so dead_, I thought miserably.

I wasn't very tall for my age but I was pretty stocky and had started getting facial hair at least. I kinda looked like a grown man if he got shrunk just enough that it was noticeable. My hair has always been a bright red and slightly curly, and my eyes were a light brown. Of course one of those eyes was a bit swollen from being popped by a rather surly grouch I was playing poker with earlier. Rude, I know. However as much as I was trying to rationalize everything to at least make excuses for when my mother arrived to flay my sorry butt the panic set in when one of the cops on duty opened my cell.

"Alright Ace, you're free to go" said the heavy-set man with a thick black mustache as he held the cell door open for me.

With a sigh I stood up and walked out. Not before remarking, "Good staying with ya, Officer Blart. I'll do my best to not have to keep in touch."

The police officer raised one of his eyebrows in confusion, clearly not getting my brilliant joke. Not everyone is tuned in to a dry wit, I suppose. I had bigger concerns anyway. Any moment, I would be face to face with a furious red headed woman who was about to drag me by my ankle home after she knocked my ass out. I had to be strong, and lord knows I couldn't cry. Some of the people I was just in a huge bar fight with were here too and I had to keep a strong front. A few of them were glaring at me from a separate cell as I walked out with the most convincing strut I could muster.

As I rounded the corner though my "strut" became a more of a sluggish foot drag and Taps played forebodingly in my head. Soon I was in the reception area and I could already hear the screaming before it had even started. However I was pleasantly surprised when it never actually came. Instead a very amused voice called to me;

"You are so lucky I'm the one who answered the phone."

Looking up was a tall thin man with brown hair and blue eyes. A very smug smirk was on his face, but honestly I was thrilled to see it.

"Yes!" I shouted in relief, "Peter! I love you!"

My mom's new boy-toy, Peter Parker, was the chillest guy I had ever met. They've been dating about two years now and frankly I was just as into him as she was. Not in that way! He's just… cool, he's had my back in more than one occasion and has semi-taken me under his wing. Granted he was probably being so nice to me at first to get in my mom's pants, but hey, I'd like to pretend it's at least genuine now.

Upon witnessing my elation on seeing him, Peter rolled his eyes.

"You owe me big" he said, shoving his hands in his jacket pocket. "You can work off the bail and the excuses to take you to court and whatever punishment you're stuck with by helping me out for a few months."

"Oh no" I said dryly, "Don't do that."

I loved helping Peter out. He had the coolest job in my opinion, and it was awesome how lax they were about letting me help out from time to time.

"Don't get too pleased, my floor is filthy and it's got your name written all over it" said Peter as he led us out of the building. "And I lost my mop too… or someone stole it, hard to say."

I laughed it off as we made our way to his little red hunk of junk. He made decent money at Oscorp, I never understood why he still drove the dented up and barely running old thing. Usually he made a stubborn argument about how it still runs so what's the point in replacing it. The drive was mostly silent, which I had to gather meant he wasn't exactly going to just let me off the hook. I didn't expect it, to be fair, but it still made me feel nervous.

Not that I'd really admit it out loud, but Peter was probably the closest thing I ever had to a dad. I didn't even have any uncles who could fill those shoes, and though Mom had dated on and off in the past I barely remembered any of them and they never seemed to stick around. Part of me always kind of blamed that on myself. Sometimes I felt like in the end I was scaring them away. On a logical sense I knew it was more because they just weren't right for each other or they were being jerks and my Mom saw through that. Sometimes though… I can't help but think otherwise.

At first I figured Peter was taking me straight home. However when we didn't turn the usual way _to_ home I had a feeling of where this was going next. Just like that we were pulling in to the Oscorp parking garage. I wasn't aware he was gonna have me start to paying him back today. However, my bail was more than I certainly had on me (even with my winnings which I did not get to keep. But hey, neither did the other guys). So I ended up not bothering to voice a complaint and followed Peter to his lab space. His official title was lost on me but basically he was an engineer of sorts. He had his own little area where he just made things for this or that, depending on whatever contracts he had at the time. Though he was known to make things that he felt like on the side and he'd later sell these ideas to the company to produce.

In the building I was given a visitor's badge and Peter led me upstairs to his office. It was a spacious room; in one corner was a desk and computer lined with pictures of his family and even one of him and Mom. There were two long tables, one with chemistry equipment, and one with machinery and tools. I sighed and brushed off my hands.

"Okay, so… what am I cleaning your floors with, a toothbrush?" I said, praying he wouldn't actually make me resort to that.

"Not today" Peter said immediately. He then beckoned me forward, "Come check this out. Been working on a new project and the prototypes are finally done." Moving to the machinery table, he picked up what I could only describe as a metal bracelet with a trigger like device and a canister attached to it. He applied it to his forearm and the trigger rested near his palm. He then began his pitch; "Imagine, if you will. I am a construction worker and I'm doing some important work in a high place; all's fine and dandy and-oh no!" He suddenly began to lean back to the point he almost seemed to actually lose his balance.

He then held his arm out, pushed down on the trigger with his center fingers and out shot a long white thread faster than I could actually see it go. It latched onto a wall and held Peter in place at a very precarious angle. Shocked, I looked it over, even growing closer to get a better look at it. It looked as fine as silk, part of me wanted to touch it, but considering how it latched onto the wall strongly enough to keep Peter off the ground I had to imagine it was incredibly sticky.

"That is so cool…" I said admiring it.

"It is an elastic and adhesive based compound, loosely inspired by silly string and spider web of all things" Peter explained as he yanked on the string and sprung right back onto his feet, he then clicked his trigger twice and it cut off the thread. "I was brain storming one night and saw a spider come down from the ceiling and my first thought was; _oh God, a spider_." He chuckled self-indulgently at his own joke before going on, "And after that I was intrigued over how a strand of thread so thin and fine held it up so easily. The practical safety uses came later, after I finally got it to work… which took a while, the bruise on my tailbone says it all."

"That's awesome!" I gushed, not caring if I was basically repeating myself.

"And that's not all!" Peter said with the enthusiasm of an infomercial salesman.

He picked up a black glove and pulled it on over his hand. It perfectly slid over the web-shooter on his wrist. After straightening up the glove he pulled a fasten at the end to secure it to his arm. Then he held up a finger, and placed his hand flat on a clip board on the table... only to raise it back up and for absolutely nothing to happen. I quirked a brow at him, which in return only got a smirk from Peter and for him to raise his finger one more time. With his thumb on the gloved hand, he pressed it against the knuckle of his index finger. There was a notable clicking noise that was like a button being pressed, and he lowered his hand again. This time when he raised his hand up this time; the clipboard came with it.

I watched in intrigue as he demonstrated that no matter what angle he held it at, the clipboard stayed perfectly stuck. He then used his other hand and pulled the clipboard off with only the slightest resistance, before tossing the clipboard up and catching it flat-handed with his glove again.

"Running with the whole spider theme I made the fiber for these gloves based on the idea of the microscopic hairs on their legs that allow them to cling to walls. And yes, you can use these bad boys to climb. I'd show you but it's easiest with both gloves and the set of boots too and… man they take forever to put on properly." He pressed the button against his knuckle again and the clipboard released. As he went on to explain he also began taking the glove off.

"The next step to that was figuring out how to make them be not constantly sticky so you can use it to climb recreationally-or again; for construction purposes, whatever-and still be able to you know… do things with your hands and walk without clinging to everything. That, my dear Watson, is solved with a little thing called static electricity." Peter presented the glove and showed me the little button on the knuckle. "With a press of a button a very gentle current of electricity runs through the fiber causing the hairs to stand on end and to stick to whatever. Still have a few bugs to work out there, that's why I made them simply unfasten-able in case they don't come unstuck and why I made them compatible with my web-shooters in case they won't stick."

"You've been busy" I retorted, though I was still undeniably impressed.

"I'm in between contracts so I've been able to wrap personal stuff up" said Peter with a shrug, but then his face lit up. "I've saved the best for last."

He picked up the final notable thing on the table that I honestly thought was just a rag. He then tossed it at me. Catching it and unfurling it a bit in my hands it was revealed to be a charcoal-gray mask with white angular lenses over the eyes and a black webbing pattern over the surface. Material wise it was very spandex like if not actually spandex (which I wouldn't know, what am I, the manager of a Joann Fabric?)

"One size fits all, go ahead" said Peter folding his arms.

Doing as I was told I slid it over my head and it pulled all the way down to nearly my collar bone. I straightened it a bit over my face and it was actually pretty comfortable. I could breathe okay, I could see through the eyes just fine, and frankly it was almost hard to tell I was wearing a mask.

"Cool, cool, now stand still" Peter put his hands on my shoulders, straightening me up, and then he moved somewhere behind me. Following directions I didn't move. All of the sudden a very notable tingling sensation ran through the entirety of the right side of my face. I flinched and turned to my right to see Peter's hand was only a few inches from my head. "What the—" I began voicing my concerns before Peter began his final informational monologue.

"The web design in the mask is both for aesthetic, but they're also a series of wires running through the fabric." The feeling of Peter's hand then ran around the top of my head, "A censor is sewn in around the crown that is sensitive to movement, more specifically the velocity of whatever object is in its radius. The faster the object is approaching the farther away the censor catches it and sends vibrations through the wires on the side the object is coming from. Of course the vibrations being more intense the closer it is, obviously. And that Barry, my boy, concludes this tour of my Project Arachnid line of public safety equipment."

I pulled the mask off my face and handed it back to him.

"So how's that one inspired by spiders? Or is it just the web design?" I asked with a smirk.

Peter smiled sheepishly and scratched the back of his head as he put the mask down.

"To be fair, it's a bit of a stretch, but I guess it was loosely inspired by the idea of spiders feeling the vibrations in their webs when they catch some—okay I just had the idea and I thought it was cool and thought I'd incorporate it, give me a break."

We laughed lightly. After that he locked everything back up and began walking me back to the garage to drive me home.

"Not that I didn't think that stuff was cool but… why'd you bring me here?" I asked as we walked.

Peter didn't answer. In fact he got almost awkwardly quiet. His eyes traced the floor in front of him with each step he took as he tried to gather his thoughts. Finally I was greeted with a small sigh and he stopped in his tracks. We then made eye contact and for the first time in a while I felt like a little kid. Not in a bad way though, not in the way some feel like a kid and feel weak. It was more... the way one feels like a kid when they're watching their favorite super hero on TV on a Saturday morning; intrigued and excited.

Peter smiled gently and said, "My Uncle Ben has a saying… with great power, comes great responsibility. The way I always interpreted it is; people born with talents have the responsibility to use them for good. If you're an artist you should inspire others to be good people through your work, if you're strong you should use that strength to protect others, and if you're smart you should use that to progress us as a society." He put his hand on my shoulder and gave it a very paternal squeeze, "You're a smart guy, Barry. You always follow along with my long windedness without blinking, your eyes light up when I show you something new and your grades have always been pretty high.

"But how are you using it? You're ripping off thugs in illegal gambling parlors, running a mini chop-shop and making that motorcycle gang _very_ angry—"

"Oh c'mon Pete" I said, feeling a little defensive. "I ripped off those guys because who cares if I rip off a bunch of criminals? And that biker gang was causing all that trouble in the neighborhood, I just clipped their wings so we could all have some peace—"

"And they sent death threats to your house for a month. Be lucky your Mom knows the Commissioner or you would have been screwed. My point is you could be using that sharp head of yours to be doing good things in a way that doesn't rock the boat… like, say, working on public safety projects… ran by very handsome technical engineers."

I could feel my eyes widen in shock-one more than the other at the moment but that was beside the point.

"What are you saying?" I asked.

"Here's the deal," Peter started. "I'll cover your ass, but you gotta keep your nose clean. And in return; a few intern spots in my division are opening up here. So long as you're not causing any more trouble and you get that B average back to A's while you're on top of it, I can keep you earmarked for one of them, and I'm sure Mr. Osborne couldn't complain."

I honestly didn't know what to say to that. So instead I offered him my hand with a big dopey grin on my face. Peter smirked, took it, and shook it.

"No take backs" he said. He then further led me out of the building, with only a few more notes to add; "Oh, also, if you're Mom does find out about today on her own I'll still keep the rest of my end of the deal but you're kind of stuck with whatever punishment she gives you. I have no control there."

"Eh, I'll manage. She hasn't actually killed me yet, I could get lucky. You though might not be getting any for a while if she finds out you covered up for me—"

"_And_ I have the right to deny any involvement if she finds out" he added quickly.

I laughed, but let him have it. I was in too good of a mood to care at the moment, especially with how crap the day had been going thus far. He could honestly have said anything and I wouldn't care. I guess at that point the future was looking suddenly bright for me.

"…Oh and I'm serious about losing my mop. No idea what happened to it. But I'll get you one of those hand scrubber-thingies for my floor though, don't you worry."


	2. Chapter 2: the Part About Change

**Chapter Two: the Part About Change**

Mom did freak out a bit over my eye being so swollen once Peter and I got home. Tiptoeing around the truth, I passed it off as just a fight with a kid from school I met on the street. Funnily, that did not get me the best possible result. I mean, I didn't get grounded so that's a plus. Instead, I was stuck listening to a lecture for, like, an hour. It wasn't fun but I'd take it over being grounded any day. Thankfully Peter was able to calm her so the whole night wasn't her being upset with me.

I had started making a reputation of being… difficult, when I was about thirteen. You see, I had a bit of a temper. Not necessarily in that way where I was unbearable to hang around because I lash out at everything and everyone. More-so in the sense that when I got angry, I got impulsive, and when that happened, things didn't have a tendency to go well. It all started with picking fights with bullies. Like I said, I'm not really a big guy, I've gotten bulkier in my late high school years buts I'm still pretty short. So bullies were a thing for a long time in Elementary school. Around thirteen I started to get fed up and started fighting back.

Granted, I got my ass kicked more often than not at that age. Eventually though, they stopped bugging me as much as I wasn't an easy target anymore. It didn't stop them from picking on others however, and that didn't stop me from getting in their way any chance I could. After a point my mom decided to put me in self-defense to "help work out my aggression". When, realistically, all that did was make me a bit more capable in a fight. So much so that, around Sophomore year, I started to teach some of the younger classes at the Rec-Center I had been learning at for years—more on that later.

To be fair, yes the self-defense made my fighting more efficient, but I _did_ technically do it less. That was mostly because I started getting a bit more… creative, with how I liked to deal with things. However that was only because I started getting madder at things I couldn't just throw my fists at. Like the biker gang that drove up and down our street and harassed people. They would even go after kids and at one point even scratched up the back of my Mom's car. So… I took matters into my own hands. By that I mean I tracked them to a diner they frequented at night to be a nuisance and I tampered with each and every one of their bikes. I probably should have just done _most_ of their bikes instead, because that's how I ended up getting caught… which, as Peter stated, that did not go as well as I would have liked. They did stop pestering our neighborhood though, so I counted it as a win.

The bar fight was more because I'd been in need of money. More selfish, I know, but I only taught self-defense once a week and sure a part-time job would be the logical step but… Well I heard about this "secret" poker tournament run by a bunch of known high rollers around town. Not just any high rollers though, a bunch of known dirt-bags. As situations would have it I was in dire want of a lot of money fast, I had been teaching myself to count cards, and I didn't think there'd be any harm. I was wrong, it harmed my face. The end-all goal though was to rip off a bunch of jerks who were just going to use that money to stir up more trouble. So ultimately I saw it more as "doing a service" that killed two birds with one stone.

I liked to consider myself to be somewhat intelligent… but making smart choices was not a strength of mine. I liked to think, though, that my heart was at least in the right place.

Going to school with a black eye wasn't exactly new. Usually I wasn't afraid to wear foundation to cover it up. However it was particularly swollen this time around so there really was no point in that. The most I got was the off look here and there, but not much else. I went to public school in a so-so area of New York. Usually one kid was walking around with a shiner, it was just good manners to mind each other's business.

Taking a seat in homeroom, I fiddled with my pencil a bit. That was until someone else caught my attention;

"What'd you do this time?" said a voice over my desk.

Looking up was Rosita Rey, a girl who had been in my class every year since third grade. She had always, always, _always_ been taller than me and in our younger days she took a great amount of pleasure in that. Her thick black hair was usually tied up in a tight ponytail and she usually dressed very tomboyish. She often sported tee-shirts and jeans that seemed too big for her, as if they once belong to an older brother. Calling us "friends" was maybe a stretch, I mean we never talked much outside of school, but we got along alright. By all that I do mean, as a shocker to no one I'm sure, I have had a crush on her for years and have been too big of a coward to do anything beyond playful banter.

"Always gotta assume I did something" I retorted. "Do you ever think, maybe, I was just minding my own business and got jumped out of nowhere?" And the reason for being a coward, you ask? Give me a complicated problem and I can work it out, give me a thug and I can defend myself. Give me a girl with an aloof wit, dancer's legs, and eyes you can't look away from and I'm at a loss. Go figure.

Rosie rolled her eyes and took her seat next to me.

"I've known you too long" she said matter-of-factly. "So… Allie tells me the self-defense class is ending?"

Alicia Rey was Rosie's little sister, currently twelve years old. She actually started the class shortly after I started some of the teaching responsibilities. She was a very high energy girl and a sweetheart to boot… hell-of-a roundhouse on her all things considered too, outright floored me once. As Rosie said that though, I unconsciously scratched at my black eye.

"Yeah… Rec-Center upped the rent on Reggie" I said with a small nod. "I tried helping him out but he was pretty last minute in telling me about all this." And of course we covered how I tried to help and how poorly that went, but obviously I couldn't tell Rosie that.

"That's a shame" she said, "Allie really liked those classes. Guess she'll just have to sign up for soccer to get all that extra energy out."

"Yikes, warn the other team, that kid's kick is lethal" I said with a smile.

Rosie returned the smile but went back to getting out her supplies for class. She had always been a pretty introverted girl. I could usually get a brief conversation out of her a day, and sometimes I was lucky enough for her to start it off. When she was younger she was a little more talkative, but that kind of fizzled out as we got older. Yet I know that part of her didn't just disappear as I've seen her around school with her friends. Not to mention seeing her with her sister when she picked her up from our class. So I don't know. I probably just did something wrong, knowing me.

Ah well, I guess I was comfortable where I was with her. Perhaps I was too all over the place as it was. Perhaps, again, I was just too chicken. Either way, I had my own stuff I had to deal with anyway since I was about to be out of a job and had to deal with the fallout of last weekend for a while.

Come Thursday, the self-defense class ended and I was helping clean things up. The guy who ran the place (he wasn't big on being called "Master" or anything so I don't have a better title than that) was a man by the name of Reggie Baxter. He was a man in his mid-sixties or so, and he was _quite_ the hard ass. As a kid he grew up during the civil rights movement, and coming from a black family he had to deal with his fair share of crap through his life. He was the first person in his family to go to college, but he dropped out as he felt highly unwelcomed there. Afterwards he became quite the world traveler.

And everywhere he traveled, he learned basically every method of how to fight. Various forms of boxing, kick-boxing, wrestling, capoeira, etc. were learned as he traveled both North and South America and various forms of martial arts in his short stint in multiple Asian countries. Then when he came back to his home in the Bronx he amalgamated all he learned into his own style and starting teaching it all over New York until he ended up at our Rec-Center. I really looked up to the guy… especially since he could utterly destroy me without even putting in an effort in his _sixties_.

"That's good enough, Watson" Reggie said as he started putting his coat on.

I wiped my forehead once I leaned the last of the mats up against the wall. I then crossed to join him as we set out to leave. We were about the same height, but he insists he was taller when he was younger. His head was mostly shaved though some gray hair had started growing back from the last trim. As we headed out to the building we usually had brief chats.

"So what dumb ass thing you get yourself mixed into to get that eye?" Reggie asked without skipping a beat.

"What else? I thought I could do something and I couldn't."

Reggie chuckled to himself before saying; "Surprise, surprise. You know, part of me is going to miss all the stupidity you wrap yourself in."  
"I'm sure" I said flatly. "So what do you plan on doin once the classes end? Take it easy for a change?"

Reggie shrugged.

"Who knows? That's the funny part about change, always keeps ya guessing. Don't worry about me though, I'll probably just find a new project. I always do."

We said our goodbyes and I walked home. Once I made myself to the apartment I could hear my Mom and Peter chatting. As I walked in to the front room the two were all dressed to go out. Peter in a sport-coat and slacks and my Mother in a nice sweater, skirt, and her red hair all done-up.

"There you are" my Mother said as I walked in. "Come on, we're getting dinner."

I looked myself over before motioning to me in my scuzzy workout clothes.

"I'm not exactly dressed for it."

"Well _get_ dressed for it, Mama got paid and Mama wants scallops."

Peter gave me a smirk that told me there was no point in debating this. So I peeled off what I was wearing and put on something more presentable. A few sprays of deodorant later and I was ready to go. Taking Peter's car we went to Francesco's, an Italian place that had been around for ages. During the day it was the sort of place school kids got pizza by the slice and at night couples and families went to get a decent meal.

I loved the place myself. It was the definition of comfort food to me. We were greeted by the same middle-aged woman who had greeted us every visit since I was a kid and taken to the same booth we always ate at. Throughout the meal we all chatted about school and work. At that point it felt like it was going to be like any other time we've gone out to dinner. That was all until I felt something hit me on the back of the head. It's not like it hurt, it couldn't have been more than a napkin, but my attention was drawn to the direction from which it was thrown.

At a few tables behind me were two men. One of them I wasn't too familiar with… the other though I remembered quite well. Mostly because he was the one who messed up my face. It was hard to miss _his_ face; it looked like he took pleasure into smacking his it against asphalt… and that was before the new bruises. His hair was also a grease magnet; even from here it looked like it was dripping it in his 70's-tough-guy-pony-tail. His buddy on the other hand looked like a model in comparison. Maybe not a full on fashion model but, like… an advertisement model. He was looking on in a more amused way.

With a smarmy cock of his head he motioned for me to follow as the two stood from their seats and headed outside. Holding back a sigh, I instead grimaced at the situation. If I did nothing they would just end up coming to our table and causing a scene. Going, however, could also prove to be a problem. No matter how I sliced it though, I didn't actually have a choice here. Things were winding down at our table anyway. Mom was still debating if she wanted a dessert before asking for the check. So as casually as I could, I acted like I needed to take a call and would just wait for them by the car when I was done. I had done this before so it wasn't difficult to slip away without them saying much.

Exiting the front of the building, I scanned the parking lot. My two little "friends" were waiting by a nice looking car near the front of the parking lot. Shaking off the nerves, I straightened up, and approached them.

"Gentlemen!" I said as loudly as possible so any onlookers would keep an eye on the situation. "I hope this is quick, I have a piece of lasagna getting cold on me. Not to mention people who will miss me if I'm gone too long." I couldn't help but lie a little. I wanted to wrap this up so Mom and Peter wouldn't get pulled into this at all.

Ad-Model chuckled at my remarks as he closed the gap between us.

"This won't be but a second, buddy" he said in a very calm manner. "We just have to chat about the little incident the other night. Mainly about all that money you stole."

"Correction" I interjected, "I did not get to keep any of the money. It was confiscated as evidence, you know, the whole 'being dirty money' thing. You may wanna talk to the cops on that one, though I have my doubts they'll listen."

"The money you _lost_ then" Asphalt-Face snarled.

Ad-Model held up a hand to silence his surly comrade. He then tried to get a bit closer to me. However I took a large step back, keeping our distance at a safe one. Noticing this, he smirked.

"Alright, let's be blunt then. I don't think you really understand what the big deal is here" he said. Reaching in his shirt pocket he pulled out a cigarette and a lighter. Once lit, he took a drag and resumed, "The money that was lost that day because of your little stunt. The big guy who ran that particular little game was expecting to get a cut of it that night. He did not get _any_ and, spoiler alert, he isn't thrilled. At first he wanted whoever was responsible dead, I'll have you know. When we broke it to him it was just a kid _I _was able to talk him down. So let's cut a deal; we were able to save the amount we ourselves put in, but what you lost was around six-hundred-thou'. The Boss has humbly given you two months to get it back."

I was starting to get a little nervous. Quietly steeling my resolve, though, I looked him straight in the eye to shoot back;

"Not to flex my high school education, but we all know that's not possible" I said calmly. "I'll tell you what, we'll meet in the middle, I'll say; my bad, and call it square."

"That smart mouth isn't helping you right now" said Asphalt-Face. "I'd drop it if you want to make it out of this unbroken."

I folded my arms and exhaled.

"Yeah I'd really love to help you guys out but… I gotta get back to my family inside. It's been a minute and with my Mom being so paranoid and being old school-friends with the Police Commissioner, I know I don't want to keep her waiting."

I smirked. Ad-Model started looking annoyed for the first time with this. Asphalt-Face though looked like he was ready to throw more punches my way. It was then though that Ad-Model started chuckling a little more. He took another drag of his cigarette before putting it out on the ground and crushing it under-foot.

"It's alright" he said coolly. "Kingpin can be surprisingly understanding when he wants to be. At the end of the day six-hundred-K is a drop in the bucket to him. If you can't pay us back well… he says; sending a message is good enough."

Before I could even question it further, something struck me in the back of the head so hard that I honest-to-God couldn't actually see what happened next. I felt myself hit the ground and someone started kicking me in the stomach and ribs. After a few moments of being beaten on I slowly started to piece together that there was a third person on the scene waiting to jump me the entire time.

I wanted so badly to straighten up and fight back. With three against one, however, I was totally unable to find a moment where I could. All that I _could_ do was lie there and take it. A series of blunt strikes ran up my body, my only solace being between kicks where I was left in an impregnable daze.

Suddenly different voices joined the mix. I couldn't really place them. I couldn't really place anything. The shouting did cause the kicking to stop but the sounds of struggling still persisted. A firm hand was shaking me. I thought I could hear my name. My eyesight was slowly starting to come back, or at least my ability to focus on things was coming back to me. Every little detail of the parking lot beneath my body suddenly became very detailed, all the little bumps and cracks standing out vividly to me.

Everything else suddenly shot back in an instant. A series of deafening bangs cracked through the air and shocked through my body. I was able to force myself up at this point. It was then that I realized it was my Mom who had been shaking me. Now however, she was screaming, and it became very clear to me on why very fast. Peter had dropped to the ground and his chest was bleeding heavily. Looking up, Ad-Model was holding out a pistol. A newer face was pulling him away. Asphalt-Face was leaning out of the car window and shouting.

A force ran through me and I lunged at Ad-Model.

"_Barry!_" my Mother shouted.

I grabbed Ad-Model by the shirt. I couldn't even tell you how I was standing, every nerve ending in my body was screaming at me to lie back down. My anger proved to be stronger as I held on to the man with a gun in his hand with all my might.

"You son of a bitch…" I growled. "I'll… _I'll—_"

"You'll _what_?" Ad-Model said gently, a sneer on his face. I heard him cock his gun. Looking, it wasn't pointed at me… but behind me. My Mom was in clear line of the gun, weeping and begging for him to stop. I felt all my energy drain from my body, my legs shaking beneath me, and my grip on him loosening. He then leaned in close, and he whispered, "Haven't enough people died because of you tonight?"

Then with all the energy of maybe swatting away a fly, he pushed me off and I collapsed to the floor. Thoughts raced before me, my heart hammered in my chest. The car the three thugs came in peeled out of the parking lot, just as the red and blue lights of the police cut through the night.

"Barry…" said a weak voice.

I turned my head. My Mom was now checking on Peter. His face was pale, his front was wet with blood, but he was awake and looking right at me. What shocked me most… was he was smiling. That was how I always remembered Peter, always smiling. Now though, his smile hurt me more than anything that night. I tried to drag myself closer to him. Desperately, I wanted to be with Mom and Peter again. As it turned out though… I didn't have any more strength to spare. All my dragging got me was nothing but a handful of gravel.

"Pete…" I said back in a thick sounding croak.

Peter's smile broadened a bit, then feebly he muttered; "Great… power…"

That was the last thing he ever said. Peter Parker died at the scene. He was thirty-eight.


End file.
